MATERIAL INTERESTS. The Local Manager and any of its affiliates (an “Affiliate”) may, subject to the limitations of the U.S. Investment Company Act of 1940, as amended, and to the overriding principles of suitability and best execution and without prior reference to the Investment Adviser, effect transactions in which the Local Manager or Affiliate has, directly or indirectly, a material interest or a relationship of any description with another party, which may involve a potential conflict with the Local Manager’s duty to the Investment Adviser. Neither the Local Manager nor any Affiliate shall be liable to account to the Investment Adviser for any profit, commission or remuneration made or received from or by reason of such transactions or any connected transactions nor will the Local Manager’s fees, unless otherwise provided, be abated. For example, such potential conflicting interests or duties may arise because: · any of the Local Manager’s or Affiliate’s directors or employees is a director of, holds or deals in securities of, or is otherwise interested in any company whose securities are held or dealt in on behalf of the Investment Adviser; · the transaction is in the securities of a company for which an Affiliate has provided corporate finance advice, underwritten, managed or arranged an issue or offer for sale; · the Local Manager may act as agent for the Investment Adviser in relation to transactions in which it is also acting as agent for the account of other clients and/or an Affiliate; · the transaction is in units or shares of a collective investment scheme (regulated or unregulated) of which the Local Manager or any Affiliate is the manager, operator, banker, adviser, custodian or trustee; or · The Local Manager may act as agent for a counterparty and also act as agent on behalf of the Investment Adviser and in the course of so acting may charge a commission to either the counterparty or the Investment Adviser. Nothing in the Agreement shall oblige the Local Manager or any Affiliate to accept responsibilities more extensive than those set out in the Agreement or shall give rise to any fiduciary or equitable duties which would prevent or hinder either: (i) the Local Manager or any Affiliate performing investment management or other services for any person or entity other than the Investment Adviser or from making investments on their own behalf and the performance of such services for others or investment on their own behalf will not be deemed to violate or give...
MATERIAL INTERESTS. The relationship between you and us is as described in the Customer Documents. Neither that relationship nor the services we provide nor any other matter will give rise to any fiduciary or equitable duties on our part which would prevent or hinder us from doing business for or with you (whether acting as principal or agent), doing business with associates, connected customers, and other investors and generally acting as provided in the Customer Documents. We may give advice or make recommendations to you, enter into Transactions for or with you or act as your agent or provide any other service pursuant to Clause 2 notwithstanding that we may have a relationship, arrangement or interest that is material in relation to the Transaction, advice or recommendation concerned and/or the Asset underlying any Contract or Client Contract, including (but not limited to) the following circumstances where:-
MATERIAL INTERESTS. 8.1.1 Your attention is drawn to the fact that when we deal with you or for you, we or an Affiliate or some other person connected with us may have another interest, relationship or arrangement that is material. Without limiting the nature of such interests, examples include where we or an Affiliate could be:
8.1.1.1 Dealing or quoting prices to the Markets, in the investment, a related investment or an asset underlying the investment, as principal for our (or its) own account or that of someone else. This could include selling to you or buying from you and also dealing with or using the services of an intermediate broker or other agent who may be an affiliate;
8.1.1.2 Matching (e.g. by way of a cross) your Transaction with that of another Client by acting on his behalf as well as yours;
8.1.1.3 Advising and providing other services to affiliates or other Clients who may have interests in investments underlying assets which conflict with your own.
8.1.2 You accept that we and our affiliates may have interests which conflict with your interests and may owe duties which conflict with duties which would otherwise be owed to you, and consent to our acting in any manner which we consider appropriate in such cases subject to Applicable Regulations.
MATERIAL INTERESTS. 11.1. Except as specified in Clause 4.1(d) of this Agreement, the Manager may not effect transactions for the Portfolio of a Series in which it has directly or indirectly a material interest or any relationship with another party which may involve a conflict of the Manager’s duty to the Company and/or the Client or any Series without prior reference to the Company, other than transactions in units in unit trusts managed by Xxxxxxx Xxxxxxx & Co. Limited, an Associate of the Manager, in accordance with the provisions of sub-clause 12.2 of this Agreement.
11.2. For the purposes of sub-clause 12.1 of this Agreement the Manager may not effect transactions for the Portfolio of a Series in units in unit trusts managed by Xxxxxxx Xxxxxxx & Co. Limited unless the Manager shall first have been issued with an order of exemption by the SEC in accordance with sub-section 17(a)(1)(b) of the 1940 Act.
MATERIAL INTERESTS. We offer independent financial advice and are not connected to any product provider. However, occasions may arise where we, or one of our other customers, will have some form of interest in business which we are transacting for you. If this happens, or we become aware that our interests, or those of one of our other customers, conflict with your interests, we will inform you in writing and obtain your consent before we carry out your instructions. There may be occasions when we will be unable to act for one of the parties. As a consequence of such potential conflicts arising, we have put arrangements in place to ensure our clients are treated fairly. We have also implemented a conflicts of interest policy to help us manage such risks, which you may access on request. Occasionally, we may attend training events which might be funded/delivered by product providers, platforms or fund managers. These events are designed to enhance our knowledge, therefore enhancing the service we provide for our clients. Further information about our conflicts of interest policy is available on request.
MATERIAL INTERESTS. 2.1 The Local Manager and any affiliate may, subject to the limitations of the U.S. Investment Company Act of 1940 (as amended), and to the overriding principles of suitability and Best Execution and without prior reference to MSIM or the Fund, effect transactions in which the Local Manager or affiliate has, directly or indirectly, a material interest or a relationship of any description with another party, which may involve a potential conflict with the Local Manager's duty to MSIM or the Fund. Neither the Local Manager nor any affiliate shall be liable to account to MSIM or the Fund for any profit, commission or remuneration made or received from or by reason of such transactions or any connected transactions nor will the Local Manager's fees, unless otherwise provided, be abated. For example, such potential conflicting interests or duties may arise because:
(a) any of the Local Manager's or affiliate's directors or employees is a director of, holds or deals in securities of, or is otherwise interested in any company whose securities are held or dealt in on behalf of the Fund;
(b) the transaction is in the securities of a company for which an affiliate has provided corporate finance advice, underwritten, managed or arranged an issue or offer for sale;
(c) the Local Manager deals on behalf of the Fund with an affiliate;
MATERIAL INTERESTS. The Local Manager and any of its affiliates (an "Affiliate") may, subject to the limitations of the U.S. Investment Company Act of 1940, as amended, and to the overriding principles of suitability and best execution and without prior reference to the Investment Adviser, effect transactions in which the Local Manager or Affiliate has, directly or indirectly, a material interest or a relationship of any description with another party, which may involve a potential conflict with the Local Manager's duty to the Investment Adviser. Neither the Local Manager nor any Affiliate shall be liable to account to the Investment Adviser for any profit, commission or remuneration made or received from or by reason of such transactions or any connected transactions nor will the Local Manager's fees, unless otherwise provided, be abated. For example, such potential conflicting interests or duties may arise because:
(i) the Local Manager or any Affiliate performing investment management or other services for any person or entity other than the Investment Adviser or from making investments on their own behalf and the performance of such services for others or investment on their own behalf will not be deemed to violate or give rise to any duty or obligation to the Investment Adviser; or (ii) the Local Manager effecting any transaction with or for the Investment Adviser with an Affiliate; or (iii) such Affiliate acting both as market-maker and broker, principal or agent, dealing with other Affiliates and other clients and generally effecting transactions as provided above nor from retaining any remuneration received in respect thereof.
MATERIAL INTERESTS. Your attention is drawn to the fact that when we deal with you or for you, we or some other person connected with us may have an interest, relationship or arrangement that is material. Without limiting the nature of such interests, examples include where we could be:-
(a) dealing in the investment, a related investment or an asset underlying the investment, as principal for our (or its) own account or that of someone else. This could include selling to you or buying from you and also dealing with or using the services of an intermediate broker or other agent;
(b) matching (e.g. by way of a cross) your Transaction with that of another customer by acting on his behalf as well as yours;
(c) buying from you and selling immediately to another customer, or vice versa;
(d) holding a position (including a short position) in the investment concerned, a related investment or asset underlying the investment;
(e) quoting prices to the market in the investment, a related investment or asset underlying the investment; or
(f) advising and providing other services to other customers who may have interests in investments or underlying assets which conflict with your own. You accept that we may have interests which conflict with your interests and may owe duties which conflict with duties which would otherwise be owed to you, and subject to our Conflicts of Interest Policy consent to our acting in any manner which we consider appropriate in such cases subject to Applicable Regulations.
MATERIAL INTERESTS. 2.1 The Local Manager and any affiliate may, subject to the limitations of the 1940 Act, and to the overriding principles of suitability and best execution and without prior reference to VKAM or the Fund, effect transactions in which the Local Manager or affiliate has, directly or indirectly, a material interest or a relationship of any description with another party, which may involve a potential conflict with the Local Manager's duty to VKAM or the Fund. Neither the Local Manager nor any affiliate shall be liable to account to VKAM or the Fund for any profit, commission or remuneration made or received from or by reason of such transactions or any connected transactions nor will the Local Manager's fees, unless otherwise provided, be abated. For example, such potential conflicting interests or duties may arise because:
(a) any of the Local Manager's or affiliate's Trustees or employees is a director of, holds or deals in securities of, or is otherwise interested in any company whose securities are held or dealt in on behalf of the Fund;
(b) the transaction is in the securities of a company for which an affiliate has provided corporate finance advice, underwritten, managed or arranged an issue or offer for sale;
(c) the Local Manager deals on behalf of the Fund with an affiliate;
MATERIAL INTERESTS. Your attention is drawn to the fact that when we deal with you or for you, we or an Affiliate or some other person connected with us may have another interest, relationship or arrangement that is material. Without limiting the nature of such interests, examples include where we or an Affiliate could be:- 重要利益关系。 请注意，当我们和您或为您进行成交，我们或我们的关连公司或一些与我们有联系的人可能有其他重要利益、关系或安排。在没有设限这些利益的性质的前提下，以下是一些我们或我们的关连公司可能进行的活动：
(a) dealing or quoting prices to the markets, in the investment, a related investment or an asset underlying the investment, as principal for our (or its) own account or that of someone else. This could include selling to you or buying from you and also dealing with or using the services of an intermediate broker or other agent who may be an Affiliate; 以主要交手方身份，为自己、关联公司的或他人账户与市场就投资产品、相关投资产品、资产衍生投资产品于市场进行成交或报价。这活动可能包括与您进行买卖，与可能是我们关连公司之中介公司或代理人进行成交或使用其服务；
(b) matching (e.g. by way of a cross) your Transaction with that of another customer by acting on his behalf as well as yours; 为您及另一顾客的交易进行配对（例：以交叉方式）；
(c) buying from you and selling immediately to another customer, or vice versa; 我们可能即时向另一顾客出售刚从您买来的投资产品，相反亦然；
(d) advising and providing other services to Affiliates or other customers who may have interests in investments underlying assets which conflict with your own. 我们可能向拥有与您的利益有冲突之投资产品衍生资产的关连公司或其他客户提供意见或其他服务。
